SecProbe.io

December 22, 2010
 Chris Lucas Group Finance Director Barclays PLC 1 Churchill Place London E14 5HP, England
Re: Barclays PLC
 Form 20-F
Filed March 19, 2010 File No. 001-09246

Dear Mr. Lucas:
 We have reviewed your filing and have the following comments.  In some of our
comments, we may ask you to provide us with  information so we may better understand your
disclosure.
 Please respond to this letter within ten business days by amending your filing, by
providing the requested information, including a draft of your proposed  disclosures to be made in
future filings or by advising us when you will prov ide the requested response, as is appropriate
for each comment listed below.  If you do not be lieve our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.

After reviewing any amendment to your filing and the information you provide in
response to these comments, we ma y have additional comments.
 Form 20-F for the fiscal year ended December 31, 2009

General
 1. It does not appear that “clean ” opinions of counsel have b een filed in connection with
Barclays Bank PLC’s ongoing sales of linked not es under its shelf registration statement
(File No. 333-169119).  Please advise us why “cl ean” opinions have not been filed, or if
they have been filed, where they are located.
Section 1.  Business Review

Balance Sheet Commentary
Adjusted Gross Leverage 2009/08, page 15
 2. We note your response to comment 5 in our le tter dated September 8, 2010.  Please tell
us and revise your future filings to clar ify your statement that the reduction in the

Chris Lucas Barclays PLC December 22, 2010 Page 2

adjusted gross leverage ratio from March 2009 – December 2009 was due to, “ strong
asset and liability management resulting in reductions in rever se repos and trading
portfolio assets. ”  Describe specifically how you reduced these balances.

Risk Management

Credit Risk Management
Barclays Capital Credit Market Exposures
 D.  Protium, page 90

 3. We note your response to comment 7 to our letter dated September 8, 2010 regarding the
Protium transaction.  Please respond to the following additional comments:
• Your response indicates that  the asset purchase and worki ng capital for the entity was
funded by third party equity investors and by lo an financing.  However, in the case of the
assets you transferred to Protiu m, the entire purchase consider ation was a loan payable to
you, slightly in excess of the total assets transferred.  Please tell us why, and provide
additional information about the capital structure of Protium;
• Tell us why you structured the term of the note to be ten years, but project the weighted
average cash flows for the assets originally transferred to be less than five years;
• Tell us whether new assets acquired with proc eeds from assets that mature or are sold
from the original transfer se rve as collateral for the loan;
• Your disclosure on page 90 of your 2009 20-F in dicates that Protium is obliged to pay
principal and interest equal to  the amount of available cash  generated by the fund after
payment of fund expenses and certain payments  to the fund’s partners.  Please provide
additional information about the specific fund expenses and describe the payments to the
fund’s partners, both in dollar am ount and in terms of percenta ges of their original capital
investment.   Tell us why the transaction was structured this way, in stead of just a normal
loan contract with principal due at maturity;
• Tell us whether you serve as the servicer of the new assets as new assets are purchased
with proceeds from asset maturities or as sales take place;
• Tell us whether any of the fund mana gement team is from Barclays;
• Tell us about any rights Barclays has over Prot ium.  For example, tell us whether you
have the ability to approve a ny plans or budgets or have a ny veto rights over any major
decisions; and
• Provide any additional background for the business purpose of this transaction,
particularly in light of the fact that a porti on of your business is also to specialize in
managing credit market assets and to  maximize returns from the assets.

Section 3.  Financial Statements

Consolidated Income Statement, page 178
 4. We note you include the title “n et income” on the income stat ement prior to the inclusion
of most operating expenses.  Please consider changing this line item title in future filings

Chris Lucas Barclays PLC December 22, 2010 Page 3

due to the fact that “net income” has a connot ation of being the prim ary measure of profit
or loss on a statement of financial position, and you use “profit before tax” as this
measure of profit or loss.
 Note 28.  Provisions, page 209

 5. Please tell us how you determined it wa s appropriate to aggregate commission
clawbacks, warranties and litig ation into one category (i.e. sundry provisions).  We note
that paragraph 87 of IAS 37 states that it w ould not be appropriate to treat as a single
class amounts relating to normal warranties and amounts that are subject to legal
proceedings.

Note 45.  Off-Balance Sheet Arrangements, page 240

 6. Please provide an example of the common types of structures used in client
intermediation structured tr ansactions and how you concluded that off-balance sheet
accounting was appropriate under IFRS.  Pl ease specifically address how you concluded
you do not have the ability to control the entities .  In this regard, tell us the role you play
in setting up the structures , all types of fee arrangemen ts, any ongoing roles you play, the
decisions you can make, who manages the stru ctures after set up and what happens when
events of default occur.  Please also address the materiality of thes e structures, both from
a balance sheet and income statement perspective.

You may contact David Irvi ng at (202) 551-3321 or Sharon Blume at (202) 551-3474 if
you have questions regarding comments on the fina ncial statements and related matters.  Please
contact Eric Envall at (202) 551-3234 or me at (202) 551-3366 with any other questions.

Sincerely,

Michael Seaman Special Counsel